Magnolia Oil & Gas Corporation Investor Presentation - Jan 2022

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Magnolia Oil & Gas Corporation Investor Presentation - Jan 2022
Magnolia Oil & Gas Corporation
Investor Presentation – Jan 2022
Magnolia Oil & Gas Corporation Investor Presentation - Jan 2022
Disclaimer
FORWARD LOOKING STATEMENTS
The information in this presentation and the oral statements made in connection therewith include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended
(the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this presentation, regarding Magnolia Oil
& Gas Corporation’s (“Magnolia,” “we,” “us,” “our” or the “Company”) financial and production guidance, strategy, future operations, financial position, estimated revenues, and losses, projected costs,
prospects, plans and objectives of management are forward-looking statements. When used in this presentation, including any oral statements made in connection therewith, the words “could,” “should,” “will,”
“may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-
looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events. Except as otherwise required by
applicable law, Magnolia disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of
this presentation. Magnolia cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of
Magnolia, incident to the development, production, gathering and sale of oil, natural gas and natural gas liquids. In addition, Magnolia cautions you that the forward looking statements contained in this press
release are subject to the following factors: (i) the length, scope and severity of the ongoing coronavirus disease 2019 (“COVID-19”) pandemic (including the emergence and spread of variant strains of COVID-
19), including the effects of related public health concerns and the impact of continued or new actions taken by governmental authorities and other third parties in response to the pandemic and its impact on
commodity prices and supply and demand considerations; (ii) the outcome of any legal proceedings that may be instituted against Magnolia; (iii) Magnolia’s ability to realize the anticipated benefits of its
acquisitions, which may be affected by, among other things, competition and the ability of Magnolia to grow and manage growth profitably; (iv) changes in applicable laws or regulations; and (v) the possibility
that Magnolia may be adversely affected by other economic, business, and/or competitive factors. Should one or more of the risks or uncertainties described in this press release occur, or should underlying
assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact
Magnolia's operations and projections can be found in its filings with the Securities and Exchange Commission (the "SEC"), its Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with
the SEC on February 23, 2021. Magnolia’s SEC filings are available publicly on the SEC’s website at www.sec.gov.

NON-GAAP FINANCIAL MEASURES
This presentation includes non-GAAP financial measures, including free cash flow, EBITDAX, adjusted EBITDAX, adjusted net income, adjusted earnings, adjusted cash operating costs and adjusted cash operating
margin. Magnolia believes these metrics are useful because they allow Magnolia to more effectively evaluate its operating performance and compare the results of its operations from period to period and
against its peers without regard to accounting methods or capital structure. Magnolia does not consider these non-GAAP measures in isolation or as an alternative to similar financial measures determined in
accordance with GAAP. The computations of these non-GAAP measures may not be comparable to other similarly titled measures of other companies.

Magnolia excludes certain items from net income in arriving at adjusted net income and adjusted earnings because these amounts can vary substantially from company to company within its industry depending
upon accounting methods, book values of assets and the method by which the assets were acquired. Adjusted EBITDAX, adjusted net income, and adjusted earnings should not be considered as alternatives to,
or more meaningful than, net income as determined in accordance with GAAP. Certain items excluded from free cash flow, adjusted EBITDAX, adjusted net income, adjusted earnings, adjusted cash operating
costs and adjusted cash operating margin are significant components in understanding and assessing a company’s financial performance, and should not be construed as an inference that its results will be
unaffected by unusual or non-recurring terms.

As performance measures, adjusted EBITDAX, adjusted net income, adjusted earnings, adjusted cash operating costs and adjusted cash operating margin may be useful to investors in facilitating comparisons to
others in the Company’s industry because certain items can vary substantially in the oil and gas industry from company to company depending upon accounting methods, book value of assets, and capital
structure, among other factors. Management believes excluding these items facilitates investors and analysts in evaluating and comparing the underlying operating and financial performance of our business
from period to period by eliminating differences caused by the existence and timing of certain expense and income items that would not otherwise be apparent on a GAAP basis. As a liquidity measure,
management believes free cash flow is useful for investors and widely accepted by those following the oil and gas industry as financial indicators of a company’s ability to generate cash to internally fund drilling
and completion activities, fund acquisitions, and service debt. Our presentation of adjusted EBITDAX, adjusted net income, free cash flow, adjusted earnings, adjusted cash operating costs and adjusted cash
operating margin may not be comparable to similar measures of other companies in our industry. A free cash flow reconciliation is shown on page 22, adjusted EBITDAX reconciliation is shown on page 23 of the
presentation, adjusted net income reconciliation is shown on page 24, adjusted earnings reconciliation is shown on page 25 and adjusted cash operating costs and adjusted cash operating margin reconciliations
are shown on page 7.

INDUSTRY AND MARKET DATA
This presentation has been prepared by Magnolia and includes market data and other statistical information from sources believed by Magnolia to be reliable, including independent industry publications,
governmental publications or other published independent sources. Some data is also based on the good faith estimates of Magnolia, which are derived from its review of internal sources as well as the
independent sources described above. Although Magnolia believes these sources are reliable, it has not independently verified the information and cannot guarantee its accuracy and completeness.

                                                                                                                                                                                                                    2
Magnolia Oil & Gas Corporation Investor Presentation - Jan 2022
Magnolia Oil & Gas – Overview

•    High-quality, low-risk pure-play South Texas operator with a core                                       ~478,000 Net Acre Position Targeting Two of the Top
     Eagle Ford and Austin Chalk position acquired at an attractive entry                                                   Oil Plays in the U.S.
     multiple
•    Significant scale and PDP base generates material free cash flow,                                               Giddings Field
     reduces development risk, and increases optionality
•    Asset Overview:
     – ~23,500 net acres in a well-delineated, low-risk position in the
         core of Karnes County, representing some of the most prolific
         acreage in the United States with industry leading break-evens
     – ~450,000 net acres in the Giddings area, a re-emerging oil play
         with significant upside and what we believe to be substantial
         inventory                                                                                                                                                        Karnes County
     – Both assets expected to remain self funding and within cash flow                                                                                                                      Gonzales

                                                                                                                                                                       Wilson

Market Statistics
                                                                                                                                                                                                        Dewitt

Trading Symbol (NYSE)                                                                     MGY
Share Price as of 1/3/2022                                                              $19.81
Common Shares Outstanding (1)                                                       231 million
Market Capitalization                                                               $4.6 billion                                                                                Source: IHS Performance Evaluator.

Long-term Debt – Principal                                                         $400 million                         Industry Leading Breakevens ($/Bbl WTI)
Cash as of 9/30/2021                                                               $245 million
                                                                                                                                                                                                         $45
                                                                                                                                                                    $39               $39
Total Enterprise Value                                                              $4.7 billion                       $32         $34        $35       $38
                                                                                                       $28
Operating Statistics                                 Karnes           Giddings        Total
Net Acreage                                          23,513            454,687       478,200
                                                                                                   Karnes Austin   Karnes Lower   Midland   Delaware   DJ Basin   Eagle Ford         STACK              Bakken
3Q21 Net Production (Mboe/d) (2)                      30.6                  36.8       67.4            Chalk        Eagle Ford
                                                                                                                                                                                              Source: RSEG.

(1) Common Stock outstanding includes Class A and Class B Stock.
(2) Giddings Includes other production not located in the Giddings Field.
                                                                                                                                                                                                                 3
Magnolia Oil & Gas Corporation Investor Presentation - Jan 2022
Magnolia Oil & Gas – Business Model & Strategy

                     Magnolia Value Creation Principles                                   Objectives & Execution

       Generate moderate annual organic production                        • 2021 production guidance of ~7% YOY growth
1
       growth

       Limit D&C capital to 55% of annual Adjusted                        • Actual D&C capital spending since company
2
       EBITDAX, providing significant free cash flow                        inception is 52% of Operating Cash Flow

                                                                          • $400 million of principal debt outstanding. Net
3      Maintain conservative financial leverage profile                     debt of 0.2x 3Q21 annualized adjusted EBITDAX.
                                                                          • $245 million of cash on the balance sheet

4      Generate high full-cycle operating margins                         • Operating income margins were 60% during 3Q21

                                                                          • Closed ~$214 million of bolt-on acquisitions since
                                                                            1/1/19 while increasing our Karnes net acreage
                                                                            position by ~40%.
       Prudent & effective reinvestment of free cash flow
5                                                                         • Repurchased 34.1 (1) million shares of Magnolia
       to maximize shareholder returns
                                                                            stock since inception of repurchase program (3Q19)
                                                                          • Paid first interim semi-annual dividend of
                                                                            $0.08/share during 3Q21.
    (1) Includes Class A, Class B, and non-compete shares paid in cash.

                                                                                                                              4
Magnolia Oil & Gas Corporation Investor Presentation - Jan 2022
Magnolia Oil & Gas – Prudent Financial Policy

 Conservative Financial Statements with                          Capital Spending Plan Limited
        Low Financial Leverage                                  to 55% of Annual Adj. EBITDAX

                                                               (Expected to deliver modest production
            (
Magnolia Oil & Gas Corporation Investor Presentation - Jan 2022
A Fundamental Change To Our Business – 2021 Cons. Est.(1) vs 2019

                      Total Net Production (Mboe/d)                                                                       D&C Capex / Adjusted EBITDAX ($MM)
                       66.8                                           65.8
                                                                                                                                                                             $813
                                                                                                                                  $696
                                                                      45%
                       67%                                                                                                        $280                                       $545

                                                                      55%                                                         $416                                       $257
                       33%
                                                                                                                                  (60%)                                      (32%)
                  2019 Actual                                2021E Consensus                                                 2019 Actual                                2021E Consensus

                                      Giddings          Karnes                                                                          D&C Capex             EBITDAX - Capex

                         Pre-Tax Net Income ($MM)                                                                                  Diluted Share Count (MM) (3)
                                                                     $570                                                          263
                                                                                                                                                                                    (2)
                                                                                                                                                                              232

                       $100
                  Realized Oil                                  Realized Oil
                  Price: $60.00                                 Price: $61.18

                  Actual 2019                               2021E Consensus                                                     4Q 2019                                 YE 2021 Estimate

  (1) Based on FactSet Estimates as of 11/3/2021.
  (2) Assumes MGY’s 232 million diluted share guidance for 4Q21.
  (3) Shares of Class B Common Stock, and corresponding Magnolia LLC Units, are anti-dilutive in the calculation of weighted average number of common shares outstanding.                  6
Magnolia Oil & Gas – Margin and Cost Structure

                                                                                                                       For the Quarter Ended                                   For the Quarter Ended
   $ / Boe, unless otherwise noted
                                                                                                                        September 30, 2021                                          June 30, 2021
   Revenue                                                                                                                         $45.74                                             $42.42
   Total Cash Operating Costs:
     Lease Operating Expenses (1)                                                                                                   (3.79)                                            (3.70)
     Gathering, Transportation & Processing                                                                                         (1.63)                                            (1.52)
     Taxes Other Than Income                                                                                                        (2.27)                                            (2.34)
     Exploration Expense                                                                                                            (0.05)                                            (0.01)
                                                            (2)
     General & Administrative Expense                                                                                               (1.92)                     14%                    (3.61)
                                                                                                                                                           Improvement
   Total Adjusted Cash Operating Costs (3)                                                                                          (9.66)                                            (11.18)
   Adjusted Cash Operating Margin (3)                                                                                              $36.08                                             $31.24
     Margin %                                                                                                                        79%                                               74%

   Non-Cash Costs:
     Depreciation, Depletion, and Amortization                                                                                      (7.74)                                            (7.33)
     Asset Retirement Obligations Accretion                                                                                         (0.21)                                            (0.24)
     Amortization on Intangible Assets                                                                                                  -                                             (1.22)
     Non-cash stock-based compensation                                                                                              (0.47)                                            (0.60)
   Total non-cash expenses                                                                                                          (8.42)                                            (9.39)
   Operating Income Margin                                                                                                         $27.66                                             $21.85
     Margin %                                                                                                                        60%                                               52%
(1) Lease operating expenses exclude non-cash stock based compensation of $0.1 million, or $0.02 per boe, for each of the quarters ended September 30, 2021 & June 30, 2021.
(2) General and administrative expenses exclude non-cash stock based compensation of $2.8 million, or $0.45 per boe, and $3.4 million, or $0.58 per boe, for the quarters ended
    September 30, 2021 & June 30, 2021, respectively.
(3) Adjusted cash operating costs and adjusted cash operating margin are non-GAAP measures. For reasons management believes this is useful to investors, refer to slide 2 “Non-GAAP                    7
    Financial Measures.”
Cash Flow Allocation Matches Magnolia’s Business Model

                  (Percentage of Operating Cash Flow                                      (1)   – Since Inception - 7/31/18 thru 9/30/21)

                                                                                  Cash Build
                                                                                       +
                                                                                   Dividend
                                                                                      8%

                                                         Share
                                                      Repurchases
                                                          22%
                                                                                                        Drilling &
                                                                                                       Completions
                                                                                                          52%

                                                                          Acquisitions
                                                                             18%

(1) Operating Cash Flow is cash flow from operations before changes in working capital.
(2) Cash Build is 7% and the Dividend is 1%, respectively
                                                                                                                                            8
Magnolia Oil & Gas – Prudent Deployment of Free Cash Flow

                                                                   Accretive
          Share
                                                                    Bolt-On
       Repurchases
                                                                  Acquisitions

                                       Return-
                                       focused
                                        Value
                                       Creation

          Debt
                                                                    Dividend
        Reduction

           Consistent free cash flow generation allows for prudent and effective
        reinvestment to maximize Magnolia’s total shareholder return proposition.

                                                                                    9
Share Repurchase Summary Through 3Q 2021

•    Since the initial repurchase authorization in 3Q19, Magnolia has reduced its dilutive share count by 15.1(1) million shares
     of Class A common stock as well as 19 million shares of Class B common stock, for a total reduction of 34.1 million
     shares, or approximately 13% of the diluted shares outstanding as of the authorization date.
     ‒ Q4 2021 diluted share count is expected to be approximately 232 million shares.
•    Magnolia plans to continue to opportunistically repurchase 1% of the total shares outstanding each quarter.
•    There are 8.5 million shares remaining under the current share repurchase authorization.

                                                        Quarterly Share Reduction Summary (Million Shares)

                                                                                                (1)            (1)

(1) Class A share reduction includes 3.6 million non-compete shares that were paid in cash in lieu of stock.

                                                                                                                             10
Magnolia Oil & Gas – Differentiated Dividend Framework
                                                                                                  Second remaining
               Dividend Principles                                                               dividend payment –
                                                                                                  based on the prior
 Secure & Sustainable – Dividend is safe, and                                                   year’s results & our
  supported by our strong balance sheet, prudent                                                  view of long-term
  spending and consistent free cash flow                                                       product prices – $55 Oil
                                                                 First interim semi-annual
 Paid out of Earnings – Dividend is paid out of               dividend – based on ~$40 Oil
  earnings generated by the business and, will not
  exceed 50% of the prior year’s reported net income
 Dividend Growth – We expect each of these
  regular dividend payments to grow annually based                     $0.08/share
  on execution of our plan, which includes moderate
  production growth and share reduction
                                                                        Paid in 3Q21                 Payable 1Q22

• Differentiated dividend framework is aligned with the principles of our business model and reinforces our plan.
• The initiation of a dividend conveys our continued confidence in the business plan and the quality of our assets.
• Our approach is meant to appeal to long-term investors who seek dividend safety, moderate and regular dividend
  growth, and a dividend that is paid out of actual earnings.
• We intend to use this dividend framework to demonstrate the underlying results of our business in a stable product
  price environment ($55 oil and $2.75 natural gas), and within our current cost structure.
• Our objective is to provide a superior total shareholder return by improving the per share value of the enterprise
  while providing a secure and growing dividend.

                                                                                                                      11
Asset Overview
Giddings Field – Development & Appraisal Opportunities

                 Giddings Asset Overview                                Lease Map

• Emerging, high-growth asset with extensive inventory
  potential and significant development flexibility
• ~650,000 gross acres (~450,000 net acres) that is 98%
  HBP and 96% operated. 3Q 2021 production averaged
  34.2 Mboe/d (39% oil, 67% liquids)
• HBP nature of asset allows for systematic delineation
  and optimization of play while generating free cash
  flow
• Shallower production declines allow for more stable
  cash flows and beneficial with higher future oil prices
• Modern high-intensity completions have resulted in a
  step-change improvement in well performance
• Have successfully transitioned 70,000 acres to
  development
• We could have at least 1,000 locations based on
  conservative spacing assumptions

               With significant scale and high HBP position, Giddings offers a unique
              opportunity to develop an emerging play while generating free cash flow

                                                                                        13
Giddings Field – Development

• MGY has identified some contiguous acreage blocks
  which have produced consistent results to date. One of
  these areas comprises ~70,000 acres.
  ‒ Operating one full-time rig drilling development wells
    in this area
  ‒ Have greater than 30 horizontal wells online

• 3Q21 production at Giddings has increased 96% YOY

• During 2021, we have entered full field development
  ‒ Primarily drilling 4 well pads
  ‒ Drilling efficiency increased 10% compared to 2020
    levels
  ‒ Averaged ~7,000 foot laterals YTD
  ‒ Plan to bring ~24 wells online during 2021

• Benefits of Giddings:
  ‒ Low entry costs and high economic returns                Note: All MGY Giddings acreage not displayed on map.

  ‒ Shallower production declines
  ‒ High EURs with low F&D Costs

                                                                                                          14
Karnes County – Core Eagle Ford and Austin Chalk
                  Key Asset Highlights                          Premier Position in the Core of the Eagle Ford

• World-class acreage footprint located in the core of   Eagle Ford – Karnes Trough
  the Eagle Ford, substantially de-risked                    Magnolia   Fluid Windows
                                                             BP              Oil
   ‒ ~23,500 net acres, 60% operated, 96% HBP,               EOG             Wet Gas
     30.6 Mboe/d 3Q21 production (58% oil, 77%               MRO             Dry Gas
                                                             COP
     liquids)

   ‒ EOG represents 62% of non-operated activity

• Provides substantial free cash flow

   ‒ Full field development allows for operational
     efficiencies and improved performance

• Well-known, repeatable acreage position targeting
  multiple benches and represents some of the best
  economics in North America

            Core position in Karnes County Oil Window adjacent to EOG and Marathon
                              and less than 1-year new well paybacks

                                                                                                                 15
Magnolia Oil & Gas – Business Risks Adequately Managed

               Level of Risk Generally Acceptable to Magnolia
 Risk Factor                Low       Moderate        Fully Exposed

 Geologic/Exploratory

 Political

 Cost Risk

 Reinvestment

 Commodity

 Financial

                                                                      16
Magnolia Oil & Gas – Commitment to Sustainability

     ENVIRONMENTAL                                       SOCIAL                                GOVERNANCE
Flaring                                    Workforce Health & Safety                   Board Independence
Flare less than 1% of our total net        Both employee total recordable              71% of board members are
production                                 incident rate and fatality rate were zero   independent
                                           in 2020
Fugitive Emissions                                                                     Board Diversity
Operate vent and flare systems to          Diversity                                   29% of board members are women
minimize fugitive emissions from           24% of employee population are
storage tanks                              women (38% in our Houston corporate         Executive Compensation
                                           office) and 32% identify as Asian, Black    Ratio of 2020 Chief Executive Officer’s
Water Resources                            or African American, Hispanic or Latino,    compensation to median employee’s
Operations do not produce large            or two or more races                        compensation was 1.48 to 1
volumes of water after initial
production                                 Community Support                           Say-on-Pay
                                           Gave more than $105,000 to local            More than 99% of stockholders
Groundwater                                communities, supporting more than           approved say-on-pay at 2021 Annual
Design wells to minimize the possibility   100 organizations                           Meeting of Stockholders
of well failure and ensure groundwater
is protected

                     Magnolia 2021 Sustainability Report is available on our
                             website under the Sustainability tab

                                                                                                                                 17
Magnolia Oil & Gas – Summary Investment Highlights

                           High Quality Assets Positioned for Success
                           • Coveted position in core of Karnes County with industry leading breakevens between $28 - $32 per barrel(1)
                           • Emerging position in the Giddings Field with 70,000 acres now in development.

                           Positive Free Cash Flow and Leading Margins
                           • One of the select upstream independents that has generated substantial free cash flow after capital
                             expenditures
                           • Leading free cash flow yield at a wide range of commodity prices versus the vast majority of the E&P group

                           Multiple Levers of Growth
                           • Modest organic growth through proven drilling while remaining well within cash flow (~55% of EBITDAX)
                           • Low debt and strong free cash flow allows Magnolia to pursue accretive bolt-on acquisitions or buy back
                             stock which improves the Company’s per share metrics

                           Strong Balance Sheet, Financial Flexibility & Conservative Financial Policy
                           • Conservative leverage profile with $245 million of cash and only $400 million of principal total debt
                             outstanding(2)
                           • Substantial liquidity of $695 million(2)

(1) Source: RSEG.
(2) Debt and liquidity as of 9/30/2021.
                                                                                                                                     18
Appendix
3Q 2021 Capital Structure and Liquidity Overview

                                                Capital Structure Overview                                             Capitalization & Liquidity ($MM)

•     Maintaining low financial leverage profile                                                                Capitalization Summary             As of 9/30/2021

      ‒ Net Debt / Total Book Capitalization of 12%                                                             Cash and Cash Equivalents                    $245

      ‒ Net Debt / Q3 Annualized adjusted EBITDAX of 0.2x
                                                                                                                Revolving Credit Facility                      $0
•     Current Liquidity of $695 million, including fully undrawn credit facility                    (1)
                                                                                                                6.00% Senior Notes Due 2026                  $400
•     No debt maturities until senior unsecured notes mature in 2026
                                                                                                                Total Principal Debt Outstanding             $400
                                            Debt Maturity Schedule ($MM)
                                                                                                                Total Equity (2)                             $906

                                                              Borrowing                          6.00% Senior   Net Debt / Q3 Annualized
                                                                                                  Unsecured                                                   0.2x
                                                                Base                                            Adjusted EBITDAX
                                                                                                    Notes
                                                                $450                                            Net Debt / Total Book
                                                                                                     $400                                                    12%
                                                                                                                Capitalization

                                                                                                                Liquidity Summary                  As of 9/30/2021

                                 Credit Facility                                                                Cash and Cash Equivalents                    $245
                                  Borrowings
                                (as of 9/30/21)
                                                                                                                Credit Facility Availability                 $450
                                                                   $0

       2020                2021               2022                2023             2024   2025       2026       Liquidity (1)                                $695

(1) Liquidity defined as cash plus availability under revolving credit facility.
(2) Total Equity includes noncontrolling interest.
                                                                                                                                                            20
YTD Cash Flow Summary
         (In millions)

          800

                                                                                        10                          19
          700

          600                                                                                                                                  163

          500
                                                           528
          400                                                                                                                                                              284

          300

          200

                                                                                                                                                                                            245
          100                  193

              0
                                                                                                                               (3)                                                   (5)
                            Cash                    Cash Flow (1)               Acquisitions (2)              Dividends                 D&C and (4) Common Stock                            Cash
                           12/31/20              from Operations                 and Other                                           Facilities Capital Repurchases                        9/30/21

(1)   Cash flow from operations before changes in working capital.
(2)   Includes $11 MM of acquisitions and $12 MM in other activities offset by a $13 MM increase in capital accruals which are included in the investing activities of cash flows.
(3)   Includes $14 MM of dividends paid and $5 million of distributions to noncontrolling interest holders.
(4)   D&C Capital of $163 MM includes $13 MM of capital activities that have been accrued but not yet paid.                                                                                          21
(5)   Comprised of $70 MM Class A Common Stock, $172 MM Class B Common Stock and a $42 MM cash settlement for the non-compete agreement in lieu of Class A Common Stock issuance.
Free Cash Flow Reconciliation

(in thousands)

                                                                                                                 For the Quarter Ended                      For the Quarter Ended
Free Cash Flow Reconciliation
                                                                                                                  September 30, 2021                         September 30, 2020

Net cash provided by operating activities                                                                                  $221,904                               $65,156

Add back: Changes in operating assets and liabilities                                                                       (10,677)                               3,438

Cash flows from operations before changes in operating assets and
                                                                                                                           $211,227                               $68,594
liabilities

Additions to oil and natural gas properties                                                                                 (68,388)                              (27,674)

Changes in working capital associated with additions
                                                                                                                                621                                5,409
to oil & gas properties

Free cash flow (1)                                                                                                         $143,460                               $46,329

   (1) Free cash flow is a non-GAAP measure. For reasons management believes this is useful to investors, refer to slide 2 “Non-GAAP Financial Measures.”

                                                                                                                                                                                22
Reconciliation of Net Income to Adjusted EBITDAX

(in thousands)

                                                                                                           For the Quarter Ended                               For the Quarter Ended
Adjusted EBITDAX reconciliation to net income:
                                                                                                            September 30, 2021                                  September 30, 2020

Net income                                                                                                           $159,907                                        $13,695

Exploration expense                                                                                                      317                                           701

Asset retirement obligation accretion                                                                                   1,329                                         1,501

Depreciation, depletion and amortization                                                                               47,993                                         44,731

Amortization of intangible assets                                                                                           -                                         3,626

Interest expense, net                                                                                                   7,474                                         7,333

Income tax expense (benefit)                                                                                            3,631                                          (339)

EBITDAX (1)                                                                                                          $220,651                                        $71,248

Non-cash stock-based compensation expense                                                                              $2,910                                         $2,927

Unrealized (gain) loss on derivatives, net                                                                            ($2,043)                                        $2,208

Adjusted EBITDAX (1)                                                                                                 $221,518                                        $76,383

 (1) EBITDAX and Adjusted EBITDAX are non-GAAP measures. For reasons management believes these are useful to Investors, refer to slide 2 “Non-GAAP Financial
     Measures.”
                                                                                                                                                                                       23
Adjusted Net Income Reconciliation

(in thousands)
                                                                                                                     For the Quarter Ended                          For the Quarter Ended
Adjusted Net Income
                                                                                                                      September 30, 2021                             September 30, 2020
Net income                                                                                                                      $159,907                                   $13,695
Income tax expense (benefit)                                                                                                     $3,631                                    ($339)
Income Before Income Taxes                                                                                                      163,538                                    13,356
Adjustments:
 Unrealized (gain) loss on derivatives, net                                                                                      (2,043)                                    2,208
Adjusted Income before income taxes                                                                                             161,495                                    15,564
Adjusted income tax expense                                                                                                       3,586                                       -
Adjusted Net Income (1)                                                                                                         $157,909                                   $15,564

(in thousands)
                                                                                                                     For the Quarter Ended                          For the Quarter Ended
Total Share Count
                                                                                                                      September 30, 2021                             September 30, 2020
Diluted weighted average of Class A Common Stock outstanding during the
                                                                                                                                175,683                                    170,676
period
Weighted average shares of Class B Common Stock outstanding during the
                                                                                                                                 60,358                                    85,790
period (2)
Total weighted average shares of Class A and B Common Stock, including
                                                                                                                                236,041                                    256,466
dilutive impact of other securities (2)

 (1) Adjusted Net Income is a non-GAAP measure. For reasons management believes this is useful to investors, refer to slide 2 “Non-GAAP Financial Measure.”
 (2) Shares of Class B Common Stock, and corresponding Magnolia LLC Units, are anti-dilutive in the calculation of weighted average number of common shares outstanding.
                                                                                                                                                                                            24
Adjusted Earnings Reconciliation

(in thousands)
                                                                                                     For the Quarter                                             For the Quarter
                                                                                                                       Per Share                                                   Per Share
                                                                                                          Ended                                                       Ended
                                                                                                                      Diluted EPS                                                 Diluted EPS
                                                                                                   September 30, 2021                                          September 30, 2020
Net income attributable to Class A Common Stock                                                            $119,364                      $0.67                       $9,147          $0.05

Adjustments:

 Unrealized (gain) loss on derivatives, net                                                                  (2,043)                         -                       2,208           0.01

 Noncontrolling interest impact of adjustments                                                                  507                          -                       (752)             -

 Change in estimated income tax                                                                                 34                           -                         -               -

Adjusted net income attributable to Class A Common Stock (1)                                               $117,862                      $0.67                      $10,603          $0.06

   (1) Adjusted earnings is a non-GAAP measure. For reasons management believes this is useful to investors, refer to slide 2 “Non-GAAP Financial Measures.”

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Proved Developed Reserves Detail

                                                                             For the Year Ended
          (In thousands)
                                                                             December 31, 2020
          Costs incurred:
          Proved property acquisition costs                                       $49,246
          Unproved properties acquisitions costs                                  25,966
           Total acquisition costs                                                $75,212
          Exploration and development costs                                       188,352
           Total costs incurred                                                  $263,564
          Less: Total acquisition costs                                          ($75,212)
          Less: Asset retirement obligations                                      $12,839
          Less: Exploration expense                                               ($3,334)
          Less: Leasehold acquisition costs                                       ($2,966)
           Drilling and completion capital                          (A)          $194,891

          Proved developed reserves:
          Beginning of period                                                      86.8
          End of period                                                            85.8
           Increase (decrease) in proved developed reserves                        (1.0)
          Production                                                 (B)           22.6
           Increase in proved developed reserves plus production                   21.6
          Less: Purchase of reserves in place                                      (2.0)
          Less: Price-related revisions                                            10.8
           Increase in proved developed reserves, excluding
                                                                     (C)           30.4
           acquisitions and price-related revisions

           Organic proved developed F&D cost per boe               (A)/(C)         $6.41
           Reserve replacement ratio                               (C)/(B)         135%

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